TIDM42BI
RNS Number : 4264Y
Inter-American Development Bank
14 January 2022
PRICING SUPPLEMENT
Inter-American Development Bank
Global Debt Program
Series No.: 817
U.S.$3,500,000,000 1.500 percent Notes due January 13, 2027 (the
"Notes")
Issue Price: 99.751 percent
Application has been made for the Notes to be admitted to
the
Official List of the Financial Conduct Authority and
to trading on the London Stock Exchange plc's
UK Regulated Market
BofA Securities
BMO Capital Markets
Citigroup
RBC Capital Markets
Barclays
CIBC Capital Markets
Deutsche Bank
Goldman Sachs International
HSBC
J.P. Morgan
Morgan Stanley
Nomura
TD Securities
Wells Fargo Securities
The date of this Pricing Supplement is January 11, 2022.
Terms used herein shall be deemed to be defined as such for the
purposes of the Terms and Conditions (the "Conditions") set forth
in the Prospectus dated July 28, 2020 (the "Prospectus") (which for
the avoidance of doubt does not constitute a prospectus for the
purposes of Part VI of the United Kingdom ("UK") Financial Services
and Markets Act 2000 or a base prospectus for the purposes of
Regulation (EU) 2017/1129 (as amended, the "Prospectus Regulation")
or the Prospectus Regulation as it forms part of UK domestic law by
virtue of the European Union (Withdrawal) Act 2018 ("EUWA")). This
Pricing Supplement must be read in conjunction with the Prospectus.
This document is issued to give details of an issue by the
Inter-American Development Bank (the "Bank") under its Global Debt
Program and to provide information supplemental to the Prospectus.
Complete information in respect of the Bank and this offer of the
Notes is only available on the basis of the combination of this
Pricing Supplement and the Prospectus.
UK MiFIR product governance / Retail investors, professional
investors and ECPs target market - See "General
Information-Additional Information Regarding the Notes-Matters
relating to UK MiFIR" below.
Terms and Conditions
The following items under this heading "Terms and Conditions"
are the particular terms which relate to the issue the subject of
this Pricing Supplement. Together with the applicable Conditions
(as defined above), which are expressly incorporated hereto, these
are the only terms that form part of the form of Notes for such
issue.
1. Series No.: 817
2. Aggregate Principal Amount: U.S.$3,500,000,000
3. Issue Price: U.S.$3,491,285,000 which is
99.751 percent of the Aggregate
Principal Amount
4. Issue Date: January 13, 2022
5. Form of Notes
(Condition 1(a)): Book-entry only (not exchangeable
for Definitive Fed Registered
Notes, Conditions 1(a) and 2(b)
notwithstanding)
6. Authorized Denomination(s)
(Condition 1(b)): U.S.$1,000 and integral multiples
thereof
7. Specified Currency
(Condition 1(d)): United States Dollars (U.S.$)
being the lawful currency of
the United States of America
8. Specified Principal Payment
Currency
(Conditions 1(d) and 7(h)): U.S.$
9. Specified Interest Payment
Currency U.S.$
(Conditions 1(d) and 7(h)):
10. Maturity Date
(Condition 6(a); Fixed
Interest Rate and Zero January 13, 2027
Coupon):
11. Interest Basis
(Condition 5): Fixed Interest Rate (Condition
5(I))
12. Interest Commencement Date
(Condition 5(III)) : Issue Date (January 13, 2022)
13. Fixed Interest Rate (Condition
5(I)):
(a) Interest Rate: 1.500 percent per annum
(b) Fixed Rate Interest
Payment Date(s): Semi-annually in arrear on January
13 and July 13 in each year,
commencing on July 13, 2022.
Each Fixed Rate Interest Payment
Date is subject to the Business
Day Convention, but with no
adjustment to the amount of
interest otherwise calculated.
(c) Business Day Convention Following Business Day Convention
:
(d) Fixed Rate Day Count
Fraction(s): 30/360
14. Relevant Financial Center: New York
15. Relevant Business Day: New York
16. Issuer's Optional Redemption
(Condition 6(e)): No
17. Redemption at the Option
of the Noteholders (Condition No
6(f)):
18. Governing Law: New York
Other Relevant Terms
1. Listing: Application has been made for
the Notes to be admitted to
the Official List of the Financial
Conduct Authority and to trading
on the London Stock Exchange
plc's UK Regulated Market
2. Details of Clearance System
Approved by the Bank and
the Federal Reserve Bank of New
Global Agent and Clearance York; Euroclear Bank SA/NV;
and Clearstream Banking S.A.
Settlement Procedures:
3. Syndicated: Yes
4. If Syndicated:
(a) Liability: Several
(b) Lead Managers: BMO Capital Markets Corp.
Citigroup Global Markets Limited
Merrill Lynch International
RBC Capital Markets, LLC
5. Commissions and Concessions: 0.125 percent of the Aggregate
Principal Amount
6. Estimated Total Expenses: The Lead Managers have agreed
to pay for all material expenses
related to the issuance of the
Notes, except the Issuer will
pay for the London Stock Exchange
listing fees, if applicable
.
7. Codes:
(a) Common Code: 243190347
(b) ISIN: US4581X0EB05
(c) CUSIP: 4581X0EB0
8. Identity of Managers: BMO Capital Markets Corp.
Citigroup Global Markets Limited
Merrill Lynch International
RBC Capital Markets, LLC
Barclays Bank PLC
CIBC World Markets Corp.
Deutsche Bank AG, London Branch
Goldman Sachs International
HSBC Bank plc
J.P. Morgan Securities plc
Morgan Stanley & Co. International
plc
Nomura International plc
The Toronto-Dominion Bank
Wells Fargo Securities LLC
9. Selling Restrictions:
(a) United States: Under the provisions of Section
11(a) of the Inter-American
Development Bank Act, the Notes
are exempted securities within
the meaning of Section 3(a)(2)
of the U.S. Securities Act of
1933, as amended, and Section
3(a)(12) of the U.S. Securities
Exchange Act of 1934, as amended.
(b) United Kingdom: Each of the Managers represents
and agrees that (a) it has only
communicated or caused to be
communicated and will only communicate
or cause to be communicated
an invitation or inducement
to engage in investment activity
(within the meaning of Section
21 of the Financial Services
and Markets Act 2000 (the "FSMA"))
received by it in connection
with the issue or sale of the
Notes in circumstances in which
Section 21(1) of the FSMA does
not apply to the Bank, and (b)
it has complied and will comply
with all applicable provisions
of the FSMA with respect to
anything done by it in relation
to such Notes in, from or otherwise
involving the UK.
(c) S ingapore: In the case of the Notes being
offered into Singapore in a
primary or subsequent distribution,
and solely for the purposes
of its obligations pursuant
to Section 309B of the Securities
and Futures Act (Chapter 289)
of Singapore (the "SFA"), the
Issuer has determined, and hereby
notifies all relevant persons
(as defined in Section 309A
of the SFA) that the Notes are
"prescribed capital markets
products" (as defined in the
Securities and Futures (Capital
Markets Products) Regulations
2018 of Singapore) and Excluded
Investment Products (as defined
in MAS Notice SFA 04-N12: Notice
on the Sale of Investment Products
and MAS Notice FAA-N16: Notice
on Recommendations on Investment
Products).
(d) General: No action has been or will be
taken by the Issuer that would
permit a public offering of
the Notes, or possession or
distribution of any offering
material relating to the Notes
in any jurisdiction where action
for that purpose is required.
Accordingly, each of the Managers
agrees that it will observe
all applicable provisions of
law in each jurisdiction in
or from which it may offer or
sell Notes or distribute any
offering material.
General Information
Additional Information Regarding the Notes
1. Matters relating to UK MiFIR
The Bank does not fall under the scope of application of the UK
MiFIR regime. Consequently, the Bank does not qualify as an
"investment firm", "manufacturer" or "distributor" for the purposes
of UK MiFIR.
UK MiFIR product governance / Retail investors, professional
investors and ECPs target market
Solely for the purposes of each UK manufacturer's product
approval process, the target market assessment in respect of the
Notes has led to the conclusion that: (i) the target market for the
Notes is retail clients, as defined in point (8) of Article 2 of
Regulation (EU) No 2017/565 as it forms part of UK domestic law by
virtue of the EUWA, eligible counterparties, as defined in COBS,
and professional clients, as defined in UK MiFIR; and (ii) all
channels for distribution of the Notes are appropriate. Any person
subsequently offering, selling or recommending the Notes (a
"distributor") should take into consideration the UK manufacturers'
target market assessment; however, a distributor subject to the UK
MiFIR Product Governance Rules is responsible for undertaking its
own target market assessment in respect of the Notes (by either
adopting or refining the UK manufacturers' target market
assessment) and determining appropriate distribution channels.
For the purposes of this provision, (i) the expression "UK manufacturers" means Citigroup Global Markets Limited and Merrill Lynch International, (ii) the expression "COBS" means the FCA Handbook Conduct of Business Sourcebook, (iii) the expression "UK MiFIR" means Regulation (EU) No 600/2014 as it forms part of UK domestic law by virtue of the EUWA and (iv) the expression "UK MiFIR Product Governance Rules" means the FCA Handbook Product Intervention and Product Governance Sourcebook.
For the purposes of this provision, the expression UK MiFIR
means Regulation (EU) No 600/2014 as it forms part of UK domestic
law by virtue of the EUWA.
INTER-AMERICAN DEVELOPMENT BANK
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END
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